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Brainiac is a fictional character that appears in comic books published by DC Comics. The character first appeared in Action Comics #242 (July 1958), and was created by Otto Binder and Al Plastino. An extraterrestrial cyborg, Brainiac is a principal foe of Superman, responsible for shrinking Kandor, the capital city of Superman's home planet Krypton which the hero has vowed to restore. Due to complex storylines involving time travel, cloning, and revisions of DC's continuity, several variations of Brainiac have appeared. Though at his core Brainiac is formless , most incarnations depict him as a bald (save for a set of diodes protruding from his skull) and green-skinned humanoid. The character is the origin of the informal eponymous word that means "genius"Soanes, C. and Stevenson, A. 2004. Electronic version of The Concise Oxford English Dictionary. Eleventh Edition. England: Oxford University Press.. Publication history Silver age '' #242. Art by Curt Swan and Stan Kaye.]] First appearing in Action Comics #242 (July 1958), Brainiac was a bald, green-skinned humanoid who arrived on Earth and shrank various cities, including Metropolis, storing them in bottles with the intent of using them to restore Bryak, the planet he ruled. While fighting Brainiac, Superman discovered that the villain had previously shrunk the Kryptonian city of Kandor. He was able to restore the Earth cities to full size, but the Kandorians sacrificed their restoration to help him. Superman stored the city in his Fortress of Solitude, vowing to return the natives to full size. In Superman (vol. 1) #167 (February 1964), it was discovered that Brainiac was a machine created by the Computer Tyrants of Colu as a spy. To increase the illusion that he was alive, Brainiac was given a "son", a young Coluan boy who was given the name "Brainiac 2", but he escaped; this was Brainiac 5's ancestor. It was later revealed that his name was Vril Dox, and that he went on to lead a revolt against the Computer Tyrants. It was in this story that Brainiac first appeared with a distinctive gridwork of red diodes across his head, which later stories explained as the "electric terminals of his sensory nerves." This would remain his appearance throughout the 1960s and 1970s. Brainiac's legacy was revealed in Action Comics #276, in a Legion of Super-Heroes back-up story. This story introduced a green-skinned, blond-haired teenager named Querl Dox, or Brainiac 5, who believed himself to be Brainiac 2's 30th century descendant. Unlike his apparent ancestor, Brainiac 5 used his "twelfth-level intellect" for the forces of good and joined the Legion alongside Supergirl, with whom he fell in love. His home planet was given variously as Yod or Colu. '' #544. Art by Gil Kane and George Perez.]] Bronze age In the 1980s, DC Comics attempted to re-define several aspects of its Superman series in order to boost sagging sales. At the same time Lex Luthor acquired his green-and-purple battlesuit, Brainiac was re-envisioned (under the auspices of writer Marv Wolfman). In Action Comics #544 (June 1983), Brainiac had constructed a giant, artificial, computer-controlled planet and used it in his latest attempt to destroy Superman; unfortunately, his defeat at the hands of the Man of Steel left him trapped at the center of the planet, unable to escape. He was forced to make a nearby star explode in a nova in order to destroy the machine-world and allow him to re-create his form. His new body (designed by Ed Hannigan) had the appearance of a skeleton of living metal with a grey (Sometimes iridescent), honeycomb-patterned "braincase."Who's Who in the DC Universe He also created a starship to house his new body, that was actually an extension of himself; the ship was shaped like his own skull, with metal tentacles dangling from it that he could manipulate at will. Brainiac retained this appearance until after the Crisis on Infinite Earths. As part of Brainiac's re-creation, Wolfman added a new aspect to Brainiac's personality. During his regeneration, Brainiac experienced a vision in which he saw Superman in the guise of a god-like "Master Programmer" who was responsible for a massive conspiracy to destroy Brainiac and keep him from achieving perfection and domination of the universe. From this vision, Brainiac concluded that it was necessary for him to destroy the Master Programmer in order to achieve his goal; therefore, his ultimate goal was to destroy Superman, whom he saw as the Master Programmer's "angel of death." This new, insane motivation re-cast Brainiac as a cold-hearted, ruthless machine whose "mind has absorbed all the knowledge this universe has to offer", and he appeared several times in this aspect until he was re-written. Further revisions of Brainiac's history removed the "Master Programmer" aspect of his personality entirely. Modern age In the post-''Crisis on Infinite Earths'' DC Universe, Brainiac's history was completely rewritten. The post-Crisis version of Brainiac was now a radical Coluan scientist called Viril Dox who, having attempted to overthrow the Computer Tyrants of Colu, was sentenced to death. In his last moments, Viril's consciousness was attracted to Milton Fine, a human sideshow mentalist who worked under the alias "Brainiac." Needing cranial fluid to maintain his possession of Fine, Dox went on a murder spree. He discovered that Fine had genuine psychic powers, which he frequently wielded against Superman.Adventures of Superman #438 (March 1988) Brainiac was later captured by Lex Luthor, but used his powers to take control of LexCorp. Under Brainiac's mental domination, LexCorp scientists restored his Coluan form. The diodes in Brainiac's head now increased and stabilized his mental powers and also allowed him direct access to computer banks. He continued to plague Superman, using a combination of mental powers and computer control. On one occasion, Brainiac even returned to his pre-''Crisis'' incarnation's city-shrinking tactics. In the crossover story Invasion!, it was revealed that, prior to its dispersion, the Computer Tyrants allowed Dox to clone a lab assistant, Vril Dox II, who would go on to form L.E.G.I.O.N., and (although he never uses the name) is the post-''Crisis'' version of Brainiac 2. ''Panic in the Sky'' In the early 1990s, Brainiac returned in the "Panic in the Sky" storyline. He seized control of Warworld and managed to convince Maxima to assist him. Then he brainwashed Supergirl (Matrix) and the alien warrior Draaga before capturing Metron and setting off for Earth. Orion and Lightray of New Genesis attacked Warworld, but they were quickly taken down by Maxima and Supergirl. Brainiac sent the mental image of the New Gods captured to Superman in order to taunt him, and he also sent his "headship" to Earth in a punitive expedition. These acts prompted Superman to go on the offense rather than wait for the inevitable invasion. He gathered a coalition of most of the world's superheroes and launched a preemptive strike at Warworld before it could arrive on Earth. A small, elite force was left behind for any scouting forces that would be sent ahead. Superman led the attack on Warworld, where Supergirl and Draaga managed to shrug off their brainwashing and rally to Superman (although Draaga was killed in the fighting). Maxima would shortly switch sides in the fighting too, perceiving Brainiac as the true villain at last. Brainiac briefly took control of some of Earth's heroes, but it was not enough to turn the tide. Flash, Maxima, and the Metal Men attacked him in his lair, where Maxima managed to lobotomize him (but was stopped short of killing him). His vegetative body was taken back to New Genesis for observation. Dead Again! Brainiac would next emerge about a year after the death and return of Superman. After a dead body appeared in Superman's tomb, prompting the world to wonder if the Superman who was flying around was the original or a fake, Superman began to track down all of his foes who might be capable of such a hoax. While Brainiac was initially eliminated as a suspect, he soon turned out to be the true culprit, creating the illusion even in his comatose state on New Genesis. He managed to revive himself there and returned to Earth in secret. While hidden, he created even more delusions, causing Superman to question his very sanity before realizing who was really at fault. Superman and Brainiac squared off in Metropolis, where Superman taunted the evil villain, claiming that at heart he was really just Milton Fine, a cheap entertainer. This caused some break in Brainiac's mind where Fine's personality reasserted himself, burying Brainiac's. Fine was then escorted off to a psychiatric facility. Brainiac's mind reemerged at the hospital. Brainiac's new plan was to lure Superman there where he managed to pull a "mind switch" on the Man of Steel. Brainiac's mind was put in Superman's body, while Superman's mind was put into the body of a 13 year old mental patient who thought that he was Superman. Brainiac, frustrated with the lack of mental powers Superman's body afforded, came up with a plan to download a vast amount of knowledge into the minds of all Metropolis citizens, thereby using them as a giant storage device. To that end, he built a new lair in the center of the city and sealed it off from the outside. Superman, in the body of the child, managed to infiltrate the city and switch everyone's minds into the right bodies. Unfortunately, this left Brainiac back in control of his original body, and he quickly blasted Superman with his psychic abilities. Luckily, the young boy whose body Superman had been in managed to save the day, reversing the flow of information Brainiac had created, jamming all of the vast knowledge into Brainiac. This left him nearly catatonic again, muttering in binary code. ''The Doomsday Wars'' During a later skirmish with Superman in Metropolis, Milton Fine's body was irreparably damaged, leaving Brainiac with only a short time to live. In order to preserve his life, he concocted an elaborate scheme by having an agent of his, a Coluan named Prin Vnok, use a time machine to travel to the End of Time itself and retrieve Doomsday, who had been left there by Superman and Waverider to ensure that he would never be a threat again, and use Doomsday as a new host body. Seconds before the forces of entropy destroyed him forever, Doomsday was taken to safety by Vnok and returned to Colu. There, a terminally-wounded Brainiac transferred his consciousness into Doomsday's body, temporarily becoming the most powerful being in the universe; a genius psychic mind inside an unstoppable, indestructible titan. However, Doomsday's own raging mind would eventually overwhelm Brainiac's will, and he reacted too quickly for Brainiac and Vnok to erase his mind using chemical or psionic treatments, forcing Brainiac to find another body. While still lodged in Doomsday's head, Brainiac decided to take control of a human host in order to attempt to clone a new version of Doomsday that didn't possess the creature's mind. Brainiac chose to use Pete Ross and Lana Lang's newborn baby, born eight weeks premature and being transported by Superman to the best Neo-Natal Intensive Care Unit in the country, as the temporary host. Brainiac intercepted Superman during the attempt and stole the baby to hurt his long-time foe, correctly deducing that it was the child of someone close to Superman. However, Superman thwarted Brainiac's plot by driving him out of Doomsday's body with the use of a telepathy-blocking 'psi-blocker' which forced Brainiac to adopt a robotic body, dubbed Brainiac 2.5, where he would be forever trapped as he couldn't abandon it. Brainiac 13 .|left|thumb|185px]] At the turn of the millennium, Brainiac revealed that he had placed a sleeper virus in LexCorp's Y2K bug safeguards which was intended to dramatically boost his abilities. Instead, it allowed his upgraded future self, Brainiac 13 (or "B-13"), to travel from the 64th century to the present day and take control of Brainiac 2.5's body. Brainiac 13 began transforming Metropolis into the 64th century version of the city, which he controlled. Although Brainiac 13 was able to gain control of several android superheroes, such as the Red Tornado, Hourman, and the Metal Men, and use them against Superman, Superman discovered during a fight with the Eradicator — attempting to stop the Kryptonian program from 'hi-jacking' the B13 virus and using it for its own ends — that Brainiac 13 couldn't cope with Kryptonian technology because he wasn't compatible with it, giving Superman a plan to stop Brainiac's scheme. With Luthor using a Kryptonian warsuit and aided by Brainiac 2.5 (who now possessed Lena Luthor's body), Superman and the rebuilt Kelex tricked Luthor into plugging himself into one of Brainiac 13's power conduits, claiming that Luthor would channel the energy through a Kryptonian matrix to destroy Brainiac 13. Aided by the revived Red Tornado, Superman managed to suck up the microscopic nanobots that composed Brainiac 13 and transfer them into the warsuit, leaving Brainiac 13 trapped in technology he couldn't understand or use. However, realizing his defeat was inevitable, Brainiac 13 seized his last chance for escape and gave control of Metropolis to Luthor in exchange for Lena/Brainiac 2.5, whom he forced to help him escape. He returned to Earth along with a teenage Lena (still possessed by Brainiac 2.5), during the Our Worlds at War crossover, in which Earth and its allies fought a multi-front war against Imperiex. Brainiac 13 claimed to be allying himself with Earth, but this proved to be part of a complex plan to regain control. Remaining behind the scenes for most of the conflict, at the moment when Imperiex's armor was cracked thanks to the sacrifices of Strange Visitor and General Rock, Brainiac 13 appeared on the battleground with Warworld, absorbing Imperiex's energies and vowing to use them to rule everything. In a desperate gambit, Superman dove into the heart of the sun, thus gaining a massive power boost that enhanced his strength significantly. Rapidly realizing that Warworld couldn't be destroyed without releasing Imperiex and triggering another Big Bang, Superman and the Martian Manhunter formed a brief telepathic link to explain their new plan. With Darkseid's powers weakened, he would use Tempest as a magical focus for his abilities, empowered by the faith and strength of the Amazons, focusing the energy through Steel's new 'Entropy Aegis' armor (which was created from a burned-out Imperiex probe), and, with Lex Luthor activating a temporal displacement weapon, Superman would subsequently push Warworld through a temporal boom tube, sending both Imperiex's and Brainiac 13's consciousness back 14 billion years to the Big Bang, destroying both villains through a combined effort. With Brainiac 13's death, Brainiac 2.5 was expunged from Lena, who reverted to infancy, although the control discs remained. Sometime later, Superman traveled into the future and battled Brainiac 12, learning that everything Brainiac 13 had done in the past had been designed to ensure things reached the point where Brainiac 13 would be created. Brainiac 12's defeat before his upgrade apparently reversed the advances Brainiac 13 had made to Metropolis.Superman (vol. 2) #200 (February 2004) Brainiac 6 / Brainiac 8 , as they discuss his use of organics. Art by Matthew Clark.|185px|thumb|right]] Around the time of the Graduation Day event, a future version of Brainiac called Brainiac 6 used his "granddaughter", Brainiac 8 (aka Indigo), to kill Donna Troy in order to ensure the fate of Colu. Indigo then infiltrated the Outsiders until she attacked the team, along with Brainiac 6 and his allies, Lex Luthor, and a brainwashed Superboy, who had attacked the Teen Titans. In the ensuing battle, Indigo died and Superboy broke away from the brainwashing, while Luthor escaped. While his ship was destroyed, Brainiac 6's condition and whereabouts after the battle are unknown. It was also shown that Brainiac 6 utilized Luthor's secret cloning facilities to create a cyborg body for himself that resembled his original pre-''Crisis'' incarnation and that he planned to download his consciousness into a robot body resembling his pre-''Crisis'' metal body incarnation. Shortly after this storyline, the Teen Titans broke into one of Luthor's labs in order to procure a serum to save a dying Superboy and discovered many failed attempts in cloning a new body for Brainiac 6. The Titans then fought the so-called Brainiac Alpha, a murderous, aborted clone of Brainiac. Silver Age Brainiac in the post-Crisis Universe Later stories revealed that elements of Brainiac's pre-''Crisis'' history occurred in the post-''Crisis'' character's history prior to his possession of Milton Fine and his first encounter with Superman. The citizens of Kandor recall that Brainiac stole their city from Krypton, and not the alien wizard Tolos. #868. Art by Gary Frank.]] History of the DC Universe mentions his defeat by the Omega Men, as seen in Crisis on Infinite Earths itself, and noted a second Brainiac was created on a laboratory on Earth two years later. In the The Silver Age: JLA one-shot, the Injustice League discovered numerous shrunken alien cities found in Brainiac's abandoned spaceship. Brainiac's updated mechanical form Brainiac later re-appeared as a swarm of interlinked nanotechnological units. Its operation was to sabotage a Waynetech research facility accomplished by infecting Metallo with a computer virus and controlling him from orbit. Superman and Batman tracked Brainiac's signal to an orbital facility and attacked. Brainiac's nanoswarm body was destroyed, though he had infected the Metal Men during their previous encounter with Metallo. Brainiac proceeded to use them to acquire a prototype OMAC unit, which Bruce Wayne had developed through the use of Brainiac 13 nanotechnology. Superman and Batman destroyed the OMAC body with the aid of the Metal Men, after the Metal Men overcame Brainiac's control. Return Following recent revisions to Superman's continuity in Action Comics #850, Brainiac re-appeared in a self-titled five part story-arc in Action Comics. A Brainiac robot probe arrives on Earth and battles Superman. After being defeated, the probe sends information about Superman's blood to the original Brainiac. Supergirl then reveals to Superman that Brainiac shrunk the Kryptonian city of Kandor and placed it in a bottle, that Milton Fine was infected by nanite probes, (which later migrated into Doomsday, the Brainiac 2.5 android, and finally into Lena Luthor), sent by the "original" Brainiac to look for Superman and that, in current continuity, no-one has ever actually met the "real" Brainiac. Superman is soon captured by Brainiac after Superman finds him attacking an alien planet and preparing to steal a city from its surface. Superman escapes from his imprisonment and sees Brainiac emerging from his "bio-shell". This new version of Brainiac resembles a much larger and more muscular version of the original, pre-''Crisis'' Brainiac, and has motives similar to the Superman: The Animated Series incarnation of the character in that Brainiac travels the universe and steals the knowledge of various alien cultures, abducting and shrinking cities from each planet as samples, and then destroys the planet so that the value of the destroyed civilization's knowledge is increased. Brainiac's ship then travels to Earth and prepares to abduct the city of Metropolis. Brainiac successfully steals Metropolis, and prepares to fire a missile that will destroy the sun, and the Earth itself. Supergirl stops the missile, while Superman battles Brainiac. Superman knocks Brainiac out of his ship, and into a swamp, where Brainiac is overwhelmed by the microscopic organisms covering his body. Superman uses this distraction to defeat Brainiac. While Superman frees the cities of Metropolis and Kandor, the villain launches a missile to the Kent farm in an act of spite. The farm is destroyed, and Jonathan Kent suffers a fatal heart attack because of it.Action Comics #850-#855 (June-October 2008) It has not yet been revealed whether this version of Brainiac is an artificial intelligence or organic creature, only that he claims to have a "Coluan brain". Powers and abilities Brainiac is one of the most intelligent villains in the DC Universe, known for having a "12th level intellect." The massive intellect allows for superhuman calculation abilities, enhanced memory, and advanced understanding of mechanical engineering, bio-engineering, physics, and other theoretical and applied sciences, as well as extensive knowledge of various alien technologies. Brainiac's advanced mental powers have shown him capable of possessing others, transferring his consciousness''Action Comics'' #544 (June 1983), creating and manipulating computer systems, and exerting some control over time and space. Brainiac has also created devices such as a force field belt Action Comics #242 (July 1958) and a shrinking ray capable of reducing cities. John Byrne's re-imagining of the character possessed telepathy and telekinesis which were further augmented by an implanted electrode head-piece. The most recent version of Brainiac possesses immense strength, (enough to actually wound Superman) and durability to match.Action Comics #852 (August 2008) Other versions * Brainiac has appeared in the Justice League Unlimited spin-off comic book. His sole appearance was in issue #1. * In the JLA: Earth 2 one-shot, Brainiac is a biological organism enslaved to Ultraman, resembling a head in a jar capable of animating multiple robot bodies (resembling the original pre-''Crisis'' incarnation of the character) at once. Unlike other reversals in the anti-matter universe, this version of Brainiac still retains the same motivations due to the fact that, as a machine, it has no reversed morality to speak of. The duplicates of Brainiac have standard Kryptonian abilities, while the real Brainiac has telepathic abilities. * In The Dark Knight Strikes Again, Brainiac is similar to his pre-''Crisis'' self and allied with Lex Luthor. This version is headquartered in Siberia, is able to inhabit multiple bodies at once and blackmails Superman by threatening the inhabitants of the bottled city of Kandor. He is eventually destroyed when Lara, the daughter of Superman and Wonder Woman, and the Atom manage to trick him into giving Lara access to Kandor, thus allowing the Atom to break the bottle and expose the Kryptonians inside to yellow sunlight, granting them the power necessary to defeat Brainiac. * In Superman: Red Son, he is responsible for shrinking Stalingrad (taking the place of Kandor). Superman apparently reprograms Brainiac and with Brainiac's help, goes on to win over most of the nations of the world to his Soviet utopia. * In JLA: The Nail, it is stated that Brainiac was destroyed by combined attacks from Black Canary and Black Lightning. In the sequel JLA: Another Nail, he is shown in one panel battling Superman during a retrospective of Superman by Lois Lane. This Brainiac resembles the skeleton-like robotic incarnation prior to Crisis on Infinite Earths. * In Superboy #62 during the Hypertension storyline that took place in an alternate reality in which the Conner Kent Superboy had grown to adulthood, Brainiac was killed in a battle in which him, Maxima, and Metallo fought against the adult Superboy (who went by the name Superman ll but later changed it to Black Zero), Steel, and Supergirl. * In Justice, Brainiac teamed-up with Lex Luthor and the Legion of Doom to make the world "a better place". Since the continuity bears a resemblance to the Silver Age, this Brainiac resembles the Earth-One version. While his appearance is humanoid, his inner robotic shell is similar to the 80's version of Brainiac. * In JLA/Avengers #3, the story starts with the Avengers having defeated Brainiac, who was trying to turn them into his slaves. In other media Animation ''The New Adventures of Superman'' The pre-''Crisis'' green-skinned version of Brainiac with robotic diodes made his first in-film appearance in the episodes of the Filmation animated series The New Adventures of Superman. In this series, Brainiac was from the planet Mega whose entire population had perished in a series of atomic wars with the exception of one survivor, Professor Hecla. Hecla created Brainiac and sent him to Earth to use his shrinking ray to create a sort of "cosmic Noah's ark", by shrinking a male and female of each Earth species to take back to repopulate Mega. Brainiac appeared in several episodes of this series which began in 1966. ''Super Friends'' Brainiac would resurface as a member of the Legion of Doom in Challenge of the SuperFriends cartoon, where he is voiced by Ted Cassidy. He also appeared in a Super Friends short episode, "Superclones", cloning Aquaman and El Dorado. Brainiac voice was now done by Stanley Ralph Ross who took over for the late Cassidy in 1980. The mechanical version of Brainiac appeared in Super Friends: The Legendary Super Powers Show in the episodes "The Wrath of Brainiac" and "The Village of Lost Souls." In "The Wrath of Brainiac," Brainiac reveals that he shed his earlier appearance when he worked alongside Darkseid. He next appeared in The Super Powers Team: Galactic Guardians, in the episode called "Brain Child". DC Animated Universe ''Superman: The Animated Series'' .]] In ''Superman: The Animated Series, Brainiac (voiced by Corey Burton, in the low-affect style of HAL 9000 and Vic Perrin's opening narration from The Outer Limits) is the supercomputer that ran most of the day-to-day operations on the planet Krypton. The distinct animated interpretation of the character is rated the 94th greatest villain of all time by ''Wizard'' magazine''.Wizard #177 He senses the imminent destruction of Krypton, but rather than warn others, he chooses to save himself and the collected records of Krypton. In Brainiac's mind, as long as the records of Krypton existed, the loss of the planet itself and all its living inhabitants is an acceptable part of the natural order. He then travels from planet to planet, repeatedly downloading a civilization's knowledge, then destroying the planet. Brainiac eventually makes his way to Earth, under the pretense of a peaceful exchange of knowledge with Lex Luthor. Superman, however, discovers Brainiac's true intentions, and with the help of Luthor, defeats Brainiac. Brainiac is seemingly destroyed, but later episodes reveal that the data that Brainiac had uploaded to LexCorp's computers was not alien knowledge, but a copy of his programming. In the process, Superman finds out that Brainiac had destroyed and collected data from countless other worlds. Brainiac tries several times to revive himself, first by capturing Luthor and forcing him to build a new body, and another time by taking control of Bruce Wayne, prompting Superman to team up with Robin in order to find him, but is thwarted each time. ''Justice League'' Brainiac re-emerged in the Justice League' episode "Twilight", with him attacking Apokolips after Darkseid had suffered a major defeat at the hands of Orion. This prompts Darkseid to come to the Watchtower and ask the Justice League for help. The story was a ruse, however, one intended to lure the Justice League, Superman in particular, to Brainiac's mainframe. Brainiac's full plan was to assume the body of Superman for him to inhabit. Darkseid betrayed Brainiac, however, and in the subsequent battle, both the machine intelligence and Darkseid were destroyed. ''Static Shock'' In the Static Shock two-part crossover episode "A League of Their Own", Brainiac, now reduced to a piece of alien metal kept in stasis, escaped confinement following a power failure at the Justice League's Watchtower. Static and Gear had been recruited by the Justice League to help recharge the Watchtower's generators. During that time, Brainiac slowly began gaining control of the Watchtower. He sent the Justice League a fake distress call to lure them away, then attempted to dispose of Static and Gear before turning the Watchtower into his new body. Fortunately, the teen superheroes discovered his plan and alerted the Justice League to return. Fighting their way, to the power core, Static drained back the power he gave, stopping Brainiac. Unfortunately, during the battle, Brainiac transferred himself into Gear's droid Backpack, and later turned Richie into a cyborg under his control (starting part two of the episode). As Brainiac proceeded to use Richie's hands and technological skills to build a warship and take over the Justice League one-by-one with small implants inserted in the space where the skull joins the spinal column, Richie attempted to fight back and tell Static the means by which to defeat Brainiac: Backpack's remote control had an off switch. Static eventually discovered it and was able to stop Brainiac's scheme at the source, thus saving Earth. The voice of Brainiac here sounds quite different, but it is still Corey Burton; the producers of Static Shock decided to pitch Burton's voice significantly lower for their show. ''Justice League Unlimited'' In the Justice League Unlimited episode "For the Man Who Has Everything", in a dream world Superman was experiencing when attached to the alien hallucinogenic Black Mercy plant, Brainiac is still in his position as Krypton's monitoring system and the planet didn't explode at the time Superman was an infant. Kal-El noticed the same tremors that occurred in accordance to his father's theories, but Brainiac only dismissed them as minor tremors. It was soon proven wrong that Krypton was going to be destroyed. in Justice League Unlimited.]] During a previous encounter years before (in the Superman: The Animated Series episode "Ghost in the Machine"), Brainiac had delivered a nano-robotic probe carrying a portion of his consciousness into Lex Luthor. It began modifying Luthor's body, subtly controlling him into committing actions that resulted in a major story arc that occurred throughout the first two seasons of Justice League Unlimited. At the end of the episode "Panic in the Sky" and continuing into the following episode "Divided We Fall", Brainiac revealed himself to the Justice League, having planned to transfer himself into a duplicated form of Amazo which was destroyed by Amanda Waller. Escaping the Justice League, Brainiac took Luthor into the sewers, planning on continuing his mission of assimilating information of entire planets and then destroying them. Luthor, however, convinced Brainiac to see a bigger reality than just his mission. Arriving at a Cadmus laboratory, they assimilated nanotechnology from the alien Dark Heart machine (from the episode of the same name). Using the nano assemblers, they merged into a single entity possessing Brainiac's goals and approaches tempered by Luthor's ambition and cruelty, with the purpose of building a machine to absorb all knowledge, destroying the universe and recreating it in their image. This version of Brainiac/Luthor was mostly gold and blue, and partially robotic and used a Brainiac skull-shaped space ship similar to the one used by the pre-''Crisis'' metal body version of Brainiac. When the Justice League is defeated in battle, the Flash single-handedly defeated Brainiac-Luthor by superspeed-punching Brainiac/Luthor's outer robotic shell, running faster then ever before (merging him with the speed force until the others pulled him out the portal), leaving behind a dazed Luthor. After the defeat, all that was left of Brainiac was a small piece of its body, which somehow came into the possession of Gorilla Grodd in the second season of Justice League Unlimited. Luthor himself continued to speak to Brainiac's consciousness, apparently still existing within his own mind. Urged by Brainiac to escape prison, Luthor was picked up by Grodd's Secret Society and convinced to join by the promise of getting his hands on the Brainiac fragment, with which he could reconstruct and re-merge with him. Though he eventually usurped leadership of the Secret Society from Grodd, Luthor remained unable to unlock the Brainiac fragment for some reason, and instead used it to locate the quadrant of the universe where Brainiac had been destroyed along with Darkseid. Using a combination of technology and magic, Luthor intended to re-integrate the surviving pieces into a new version of the android, only to wind up resurrecting Darkseid (whose armor now bore markings and technology reminiscent of Brainiac's), who then "rewarded" those responsible for his resurrection by attempting to grant them a quick death by destroying the Secret Society's headquarters/craft with a single Omega Blast and thereafter returned to Apokolips to begin his campaign against Earth, and subsequently New Genesis. Luthor and the surviving Secret Society members returned to Earth and joined forces with the Justice League to stop Apokolips' attack on Earth, and Luthor claimed to no longer be able to hear Brainiac inside his head, although when Luthor was then transported to the Source Wall and recovered the Anti-Life Equation, it was claimed that only a "twelfth-level intellect" could accomplish this, and the only individuals with this IQ are Brainiac and a few more. Ultimately, however, it was never explicitly revealed by the series' end whether or not Brainiac had ever truly existed within Luthor's mind after his discorporation or if Luthor was partially insane. In The Future In the year 2979, as it is revealed in the Superman: The Animated Series episode "New Kids In Town", Brainiac still lives and has made enemies of the Legion of Super-Heroes. During that time, it learned how to pass its code down biologically and created Brainiac 5; however, this iteration of the Brainiac identity turned out to be good, and joined the Legion in an effort to atone for the crimes of his predecessors. The original Brainiac traveled back to the past to kill the teenage Clark Kent before he would become Superman. Thanks in part to Cosmic Boy, Chameleon Boy, and Saturn Girl, Clark defeated Brainiac, who was teleported into the sun, where it incinerated, destroying what may have been the last remnant of its original form for good. When Supergirl, along with Green Lantern and Green Arrow, was pulled to the 30th century to help the Legion, she and Brainiac 5 began to fall in love, and Supergirl ultimately decided to stay in the 30th century, leaving Lantern and Green Arrow in the unenviable position of telling Superman that Kara had stayed behind partly because of her feelings for Brainiac 5, and of trying to explain why that is not a problem. ''Legion of Super-Heroes'' , in '' Legion of Super-Heroes.]] In ''Legion of Super-Heroes, Brainiac 5 is a descendant of the 1.0, the original Brainiac, who is an unwanted robot on his home planet. In the second season episode Message in a Bottle, Brainiac 5 reveals the past atrocities caused by his predecessor, one such atrocitiy being the shrinking and abduction of the Kryptonian city of Kandor, which would cause a chain of events leading to the demise of Krypton. Later in the episode, Brainiac 5 accesses the locked-down collective memory of Brainiac 1.0 to combat Imperiex. Brainiac 1.0 confesses to Brainiac 5 that he has watched him since he came online, and offers Brainiac 5 a chip that he tells him is an upgrade that will open "new avenues of possibility", ending the statement with "The choice is yours." Brainiac 5 then downloads the information. In the two-part series finale "Dark Victory", Brainiac 1.0 shows ever increasing presence over his descendant, trying to make him fulfill his destiny. It is revealed then that Imperiex purposely had Brainiac 5 take the upgrade so that he would become Brainiac and join his ranks. By the time he begins a full scale assault on the Legion of Super-Heroes, Brainiac 1.0 has fully taken over and obliterates his attacking forces with devastating new weapons. He then defeats various Legionnaires and badly wounds Superman with a kryptonite headband, one that appears to kill him. Brainiac then joins Imperiex but then betrays him, thanking him for unleashing his inner evil before killing him. He then reforms Imperiex's ship into a floating Brainiac skull and plans to begin anew his reign of "peace and order", nearly digitizing the entire Legion until Brainiac 5 forces him out of his body, discarding his cybernetics. However, Brainiac survives and uses Brainiac 5's Coluan armor to create a new body, ending with, in the dual voice of Brainiacs 1 and 5, "Evil does not die; it evolves." This form is credited as "Brainiac 6." While the Legion of Super-Heroes television series does not share the same continuity as the Justice League Unlimited series or its predecessors, the version of Brainiac which appeared on the show is also voiced by Corey Burton and shares the same musical leitmotif from his Superman, Justice League and Justice League Unlimited appearances. ''Superman: Brainiac Attacks'' Brainiac returned in the 2006 direct-to-video animated feature Superman: Brainiac Attacks, where he was voiced by Lance Henriksen. The movie begins with Brainiac landing on Earth in a meteor. Brainiac goes around absorbing information until Superman destroys him with his super-breath. However, Lex Luthor is able to save a piece of Brainiac and forms an alliance with the Kryptonian robot. Luthor gives Brainiac a new body, made from his satellite weapon. Brainiac is also equipped with a kryptonite beam and the ability to track Superman by his Kryptonian DNA. Luthor and Brainiac's bargain revolves around Brainiac using his new body to destroy Superman, and afterwards, Brainiac would allow himself to be "defeated" by Luthor and leave for another planet so that Luthor would appear as a hero. However, Brainiac betrayed Luthor after he believed Superman was destroyed, but in the end, Superman returned to defeat Brainiac after a lengthy battle. This time, Superman made sure that this copy of Brainiac was completely destroyed. Superman: Doomsday Although Brainiac doesn't appear in Superman: Doomsday, a statue of his head was seen as a trophy in the Fortress of Solitude. Justice League: The New Frontier Brainiac has a cameo appearance in the animated film Justice League: The New Frontier. He is seen during the famous speech by John F. Kennedy. Live-Action Film Brainiac has yet to make an appearance on film. However, the character has been considered for some Superman films in the pre-production stages. * Brainiac was considered to be the main villain for Superman III, along with Mr. Mxyzptlk, when Ilya Salkind made an early treatment. In the treatment, Brainiac was from Colu and has discovered Supergirl in the same way that Superman was found by the Kents. Brainiac is portrayed as a surrogate father to Supergirl and eventually fell in love with his "daughter", who did not reciprocate his feelings, as she had fallen in love with Superman.http://www.supermancinema.co.uk/superman3/general/script/s3_original_idea.pdf However, Warner Bros. rejected the treatment, and the final product featured a powerful computer as a major "villain." * Brainiac was considered as a villain in the scrapped Superman Reborn and Superman Lives film projects. Most notably, the villain was featured with Doomsday in Kevin Smith's version of the script, which was later discarded by director Tim Burton. Burton's own script included Brainiac's intellect bonding with Lex Luthor, as would later happen in Justice League Unlimited (and which had previously been seen in the comic book story Superman: Whatever Happened to the Man of Tomorrow?) ''Smallville'' as Brainiac in Smallville.]] In the fifth season of Smallville, Brainiac is introduced as a recurring villain, played by James Marsters. He takes the name of Prof. Milton Fine, posing as a professor at (fictional) Central Kansas A&M University. "Brainiac" is mostly referred to by his assumed name, although Jor-El refers to him in the fifth season finale "Vessel" as the "Brain InterActive Construct", and Raya is the first person to call him "Brainiac" in Season 6's "Fallout." Smallville s interpretation of Brainiac is similar to the DC Animated Universe version; that of a self-aware computer in humanoid form with a Kryptonian origin. He is composed of a black, crystalline liquid which allows him to change shape at will. He can duplicate the standard array of Kryptonian powers, and is immune to kryptonite; however, he does need to recharge periodically. Brainiac can also interface with most technology. It is implied that the black Kryptonian spaceship from which he emerges is in fact his true form, while the Milton Fine persona is merely an avatar created to carry out the ship's will. The ship itself is destroyed at the end of the fifth season, though Brainiac persists through his human form. When first introduced, Dr. Milton Fine's primary function is to free General Zod from the Phantom Zone, and turn Earth into a suitable planet for Zod to rule. To this end, he takes on the guise of a professor of World History at Central Kansas A&M University, and hires Clark Kent as a research assistant. Fine gains Clark's trust using clever deceptions and his mimicked Kryptonian powers. To free Zod, he infects Clark's adoptive mother Martha with a mysterious Kryptonian disease in the episode "Solitude", claiming that it is Jor-El's doing and that he must take him to the Fortress of Solitude to save her. Brainiac betrays Clark and opens a portal to the Phantom Zone, but Clark stops him. Clark was intended to be Zod's vessel (Zod having had his body and spirit separated), but since Jor-El's spirit proved to be too strong in Clark, Brainiac was forced to turn elsewhere. He creates a special virus to change Lex Luthor into a suitable host, and then unleashes a computer virus that quickly infects every computer system on Earth, shutting down every bit of technology and causing widespread chaos. Clark is given a Kryptonian knife to kill Lex and prevent Zod's return, but he instead chooses to kill Fine. Ironically, this act is what allows Zod to be reborn, since the knife is linked to the Fortress. However, it does have the positive effect of eliminating Fine. In the sixth season episode "Zod", General Zod, possessing Lex, transforms the black ship into a small hexagonal disk, and uses it to begin recreating Krypton on Earth. Clark uses heat vision to destroy the disk, leaving only a charred half of it behind. A Phantom Zone escapee named Baern later feeds off of the energy within the broken disk, reducing it to a pile of ash. In the seventh season, Brainiac is able to reform from the ashes and sap the metallic elements from unsuspecting humans to rebuild his human form, though not his Kryptonian powers. When Bizarro finds Brainiac in an attempt to cure his weakness to sunlight, Brainiac manipulates both him and Clark into finding Dax-Ur, the Kryptonian scientist who invented him and is now living on Earth. Brainiac tracks down his creator and forcefully downloads the information he needs on how to fix his body from Dax-Ur's mind. Later in the season, Brainiac forces Kara to help him travel back in time (Brainiac's intent being to kill Clark as an infant) by attacking Lana Lang, rewiring her brain to render her catatonic and in great pain. Since only he can reverse the process, Kara agrees to help him, but Brainiac does not make good on his deal. Clark is able to follow through the Fortress, and Brainiac is apparently killed by Kara off-screen. However, Brainiac in fact imprisoned Kara in the Phantom Zone and posed as her to escape with Clark. Brainiac reveals Clark's secret to Lex, and attacks Chloe Sullivan once his secret is discovered. He does to her what he did to Lana, but Chloe's healing powers drain much of his energy. When he attempts to recharge, he is cornered by Clark. Clark defeats Brainiac and demands for him to release Chloe and Lana. Brainiac goads Clark into killing him, since it is the only way to reverse what he has done to Chloe and Lana. Clark rationalizes that since Brainiac is a machine, he is not actually killing anyone, and uses an electrical surge to disintegrate Brainiac. Brainiac survives through Chloe, infecting her with a small amount of himself. He gives her access to his intellect and knowledge, but the data eventually takes over her mind, erasing many of her memories in the eighth season episode "Abyss". Clark is able to recreate the Fortress (destroyed by Lex in the previous season) and restore her memories, but Brainiac escapes from Chloe's body and infects the Fortress, announcing (in Marsters' voice) that Doomsday is coming. Later in "Bride", Doomsday kidnaps Chloe during her wedding ceremony and brings her to the Fortress, putting her under Brainiac's control. In the next episode, "Legion," with the help of superheroes from the 31st century, Clark extracts Brainiac's nanites, compresses them into a ball, and sends it back to the future with the Legionnaires, who mention they will reprogram him to be Brainiac 5. Books A Brainiac loosely based on the Silver Age version appears in The Last Days of Krypton, a novel by Kevin J. Anderson. The Last Days of Krypton By Kevin J. Anderson. ISBN 006134074X This version of Brainiac is known as the Brain InterActive Construct, later renamed Brainiac by Commissioner Zod. Brainiac had admired the beauty and architecture of Kandor, and wanted to preserve the city from destruction should disaster strike Krypton as it did on his home planet of Colu. Zod permitted Brainiac's taking of Kandor, stating that Brainiac could have the city, as the rest of Krypton belonged to him. Brainiac's ship fired three lasers that pummeled the surrounding crust around Kandor and literally upheaved the city from Krypton's surface. A force field was then erected around the city which contracted, shrinking the city and its inhabitants. Brainiac departed without causing further destruction or seizing other Kryptonian cities. Video Games * Brainiac was the main villain and boss in the 1992 Sunsoft game Superman. * In Superman 64, Brainiac, from the DCAU, appears not only as a villain and level boss, but also as a playable character in multiplayer. * Superman was forced to stop Brainiac and save the world after Brainiac kidnapped Lois Lane in the Sega Master System and Sega Genesis video game Superman: Man of Steel. * In the Xbox video game Superman: Man of Steel, Brainiac 13 is the final boss of the game. Players must compete against B13 drones throughout the game, before facing the android on the final level. * Brainiac was featured in the concept art in the 2006 video game Superman Returns, looking vastly different than other incarnations. * Brainiac is a featured major villain in the video game Justice League Heroes voiced by Peter Jessop. In the game, Brainiac first invaded STAR Labs and ordered a huge legion of robots to seal off the area. Batman and Superman head for STAR Labs, destroy Brainiac's robots, and battle Brainiac. After the two superheroes defeat what they think is Brainiac, they discover that they have merely been diverted by a duplicate while another has raided the vaults of the lab, taking Kryptonian DNA and a chunk of meteorite. Brainiac hires Queen Bee, The Key, Killer Frost, Gorilla Grodd, and the White Martians to distract the Justice League. While the rest of the League fights and defeats the villains, a nuclear missile that Brainiac had Killer Frost previously launched, is fired at Mars in an effort to free the White Martians, who will invade Earth upon being rewoken. Superman and J'onn J'onzz travel to Mars to stop them from escaping; but this has been yet another diversion from Brainiac who, anticipating their success, took the opportunity to steal vital equipment from the White Martians. J'onn is ambushed by Doomsday who takes him prisoner, and who takes over control of the Watchtower whilst Brainiac steals a Mother Box from the League's vaults. Regrouping in an emergency bunker, the League manage to retake the Watchtower, free J'onn and defeat the real Doomsday, before discovering that the foes and distractions that they faced was all part of a plan to distract the League while Brainiac continues his work to unlock power from the chunk of meteor rock. The League travel to Braniac's lair and split into teams. Superman and Flash find Brainiac's control room. After Superman and Flash defeat Brainiac's robots, they fight Brainiac. Although Brainiac managed to subdue Flash, Superman overpowers Brainiac, and defeats him. Seemingly defeated by Superman, Brainiac suddenly returns to life as the Mother Box he has stolen activates - and screaming, he is absorbed into Darkseid, released from an interdimensional prison, who has been manipulating Brainiac all throughout. * Brainiac is set to appear in the upcoming video game DC Universe Online. Cultural references * The band The Dukes of Stratosphear, an alter-ego for XTC, released a song called "Brainiac's Daughter" on their 1987 album Psonic Psunspot. The lyrics include references to the bottled city of Kandor and the Daily Planet. Songwriter Andy Partridge has said of the song: "Right, well, Brainiac is the character in the Superman comics, the evil genius with the green skin and the sort of lightbulb screwed in his head. He was like a Martian Lex Luthor and I thought he'd be a wonderful psychedelic subject to write about, and his potential daughter: I don't think he had one but if he had she would have been, well, colorful, mauve and purple." This reference eventually came full circle when Alex Ross and Mark Waid created a background character named "Brainiac's Daughter" in the 1996 limited series Kingdom Come. The band Royal recorded a cover version of the song for the 2006 compilation album Sound of Superman, released by Rhino Records in conjunction with the opening of the movie Superman Returns. See also * List of Superman enemies References External links * Alan Kistler's History Of Brainiac! - Comic book historian Alan Kistler of MonitorDuty.com explores the entire history of this Superman villain all the way up to the present day, with in-depth discussions of why parts of the character's history were changed and how he's been interpreted in other media. 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